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At the Majestic Theater in Midtown Manhattan in the early 1930s, showgirl Tallulah is speaking to her boyfriend, Laszlo, one of the theatre's stagehands, before her nightly performance. She promises to come and see Laszlo's mother soon, and in turn, he gives her a rosebud for good luck. Later during the show, Laszlo is doing work when something runs past the door, oinking. Laszlo follows the sound into a storage room. Suddenly, a pig slave leaps out of the shadows and runs up to him.

A few days later, the Tenth Doctor and Martha materialise the TARDIS at the base of the Statue of Liberty's pedestal, the Doctor having decided to take Martha on a quick detour before taking her home. Seeing the uncompleted Empire State Building, the Doctor estimates the date, while Martha finds a newspaper dated November 1st, 1930. The Doctor looks at the newspaper and realises that their small detour is going to be much longer: the headline on the front page is an article about a rash of people vanishing like flies from the Hooverville community in Central Park.

The Doctor and Martha travel to Hooverville to question the residents who live there about the incidents. As they enter, the Doctor explains to Martha the etymology behind the Hoovervilles, named for PresidentHerbert Hoover: when the market crashed on Black Tuesday a year ago, the whole U.S. economy was wiped out overnight. Ordinary stockbrokers and businesspeople lost their jobs, their houses, and everything they possessed, and with nowhere else to go, ended up in shantytowns, like the Hooverville they are in.

As the Doctor and Martha are walking in, a fight suddenly breaks out between two men over a loaf of bread. Solomon, the community leader, breaks up the fight by taking the loaf and dividing it in half. He reminds them that thirteen years ago, he fought in World War I, as did many of the others, and he and the others only survived by staying together.

The Doctor and Martha talk to Solomon. He asks the Doctor why people can build the Empire State Building, which will be the tallest building in the world when completed, when there is a Hooverville in midtown Manhattan.

At the top of the Empire State Building, as construction workers toil to complete work, a businessman named Mr Diagoras orders one of his foremen to speed up construction on the roof mast, telling him that there is extra work that must be completed by tonight. He also says that his bosses are demanding it. When the foreman refuses to accelerate the speed of work and threatens a work stoppage, Mr Diagoras tells the man that he should instead complain to the masters himself. He quickly presses the elevator call button. As the elevator comes up, the foreman asks him about his new "masters", but Diagoras is very vague about them, only saying that they are from out of town and beyond the human imagination. Before the foreman can figure out what this means, the elevator arrives, containing Dalek Caan and two pig slaves. As the foreman backs away in shock, Diagoras tells Caan that the man is refusing to complete the work. Dalek Caan has the foreman taken away for "the final experiment". The pig slaves hustle the foreman into the elevator, and as the elevator doors close, Caan orders Diagoras to recruit more "bodies" for the final experiment.

Later that day, the Doctor and Martha are in Solomon's tent, questioning him about the disappearances. Solomon admits that they have been to the police, but the cops have ignored them, not caring whenever another homeless person vanishes.

They are interrupted when a young hobo from Tennessee named Frank comes in to inform them that Diagoras has stopped by. Diagoras addresses the community members, saying he wants to recruit workers to clear a sewer collapse for a dollar a day. Intrigued by Diagoras' admission that people sometimes fail to come back, the Doctor accepts the job. Martha goes with him, along with Solomon and Frank. Mr Diagoras tells them the location is about a half mile in, but they find no obstruction — just a green lump of alien flesh. The Doctor examines and pockets it. Further on, they come across a lone pig slave. As the Doctor talks to it, pig slaves arrive to ambush them, and chase the Doctor and friends through the sewers.

Back at the top of the Empire State Building, Mr Diagoras orders the crew working there to attach strange strips of metal (taken from a Dalek's "skirt") to the base of the mast, and to complete the task that night. The workers complain about the unsafe conditions, but comply. Diagoras warns them that if they do not work, he can replace them in a flash. After they leave, Dalek Caan arrives on the elevator and discusses the construction with Diagoras. Dalek Caan mentions that his planet was destroyed in a war; he seems somewhat impressed that humans have survived across time, building and rebuilding New York City. Diagoras tells the Dalek that he fought in a war (World War I), and that he promised himself he would survive at any cost. Noting that Diagoras is most like them in mentality, Dalek Sec orders him to the basement, where he is seized for use in their "final experiment".

The Doctor, Martha and Solomon escape the sewers through a manhole, but Frank is captured. The others emerge in the theatre, where Tallulah points a revolver at them. She demands to know what they did with Laszlo, who disappeared two weeks earlier. The Doctor gets Tallulah to discard the gun (which was only a prop), and Tallulah tells them about Laszlo's disappearance. The Doctor and Solomon search for equipment the Doctor can use to examine the alien flesh, while Martha and Tallulah compare notes about Laszlo and the Doctor. Solomon confesses that he left Frank behind because he was scared. Solomon then returns to Hooverville, telling everybody about what happened to Frank, and that they must now arm themselves.

Dalek Sec states that the Daleks must evolve in order to survive. Dalek Thay questions the results of the experiment, arguing that merging with humans (an inferior race) is directly against Dalek philosophy; Dalek Sec counters that after everything that has happened, there remain millions of humans but only four Daleks. Dalek Sec intends to sacrifice himself for the survival of the Dalek race, just as Dalek Thay sacrificed the metal from his casing. Dalek Sec opens up his casing and uses his long tentacles to grab Mr. Diagoras. He pulls him closer and envelops him in his own body before dragging him into his casing to begin the "evolution".

Martha is watching Tallulah's dance number when she notices a pig slave watching from the other side of the stage. She tries sneaking behind the dancers to reach him, but he runs away. Noticing that he is more human than pig, she follows him into the prop store, where he disappears down the manhole.

The Doctor studies the alien matter he found in the sewer, and identifies the object as "467-989," using this to learn its planet of origin: Skaro. He rushes to find Martha, and hears her scream as she is seized by pig slaves. He goes down the manhole after her. Tallulah follows him, despite the Doctor's warning. Moments later, he grabs her and hides as a Dalek glides by. The two then find the pig slave that Martha saw. It's not just any pig slave: it's Laszlo, who appears to be in a state halfway between that of a pig slave and a human. He had somehow managed to escape the Dalek lab before he could be completely converted.

Back in the Dalek lab, smoke billows from Dalek Sec's casing while he shakes violently. His comrades urge him to cancel the experiment, but he refuses and asks for an injection. Dalek Jast plunges a syringe containing a chromatin solution into his casing.

Meanwhile in the sewer, Martha is thrust in with a parade of captives taken from Hooverville, including Frank. They are met first by Dalek Caan, and then Dalek Thay who reports that "the Dalekanium is in place." The Daleks use their plunger arms to scan their captives' brains as the Doctor hides nearby and watches. Laszlo explains that the "low intelligence" captives (which would include many of the people from Hooverville) become pig slaves, while the "high intelligence" ones are destined to become part of "the final experiment". Laszlo urges Tallulah to go back without him. The Doctor joins Martha in the high intelligence group as they proceed towards "the final experiment". Tallulah runs through the sewers, but gets lost.

The captive party reaches the Daleks' Transgenic Laboratory under the Empire State Building, where Dalek Jast attends to Dalek Sec. The Doctor tells Martha to ask what they are doing; he does not want the Daleks to notice him. Martha steps forward and demands to know what is happening. The Daleks tell her she will bear witness to the rebirth of the Dalek race. Dalek Sec's casing opens, and a humanoidcreature emerges with a Dalek mutant-like head and brown hands, wearing Mr Diagoras' suit. It flexes its new limbs as the other three Daleks recoil from it. "I am a human Dalek," it tells them all, "I am your future..."

Not every person who worked on this adventure was credited. The absence of a credit for a position doesn't necessarily mean the job wasn't required. The information above is based solely on observations of the actual end credits of the episodes as broadcast, and does not relay information from IMDB or other sources.

Solomon is a Biblical reference to King Solomon, famously known for his wisdom and descent to sin, who once decided the true mother of a child by threatening to cut the child in two. This Solomon was a wise leader and warrior who told the Doctor he is not a fool, settled an argument by dividing a loaf of bread, and confessed the weakness of fear after acting on it.

The cliffhanger of this episode (the appearance of a humanoid Dalek) was spoiled when the production team chose to feature an image of it on the cover of that week's Radio Times.

This is the first time that Skaro had been mentioned on screen in the new series (the last mention on screen was in the 1996 TV movie). The Cult of Skaro, of course, was mentioned in Doomsday, but Skaro was not explicitly stated as being the Daleks' home planet until this story.

This is the first time since the Daleks' debut story that one of them has actually considered leaving their shells.

This is the first episode of Doctor Who to use the city of Manhattan in its title, which denotes its setting. The next episode to do the same would be TV: The Angels Take Manhattan.

When Tallulah learns of the existence of creatures from outer space, her surprise seems to evoke Martha's (TV: Smith and Jones): in both cases the girl asks if the Doctor is kidding her and he gives no reply but a mute and concerned gaze.

Because of the ubiquity of this race, no attempt will be made here to list every appearance in every medium. Instead, we focus on televised appearances here, and invite you to explore a complete list of appearances elsewhere.